Unmarried school English teacher Leigh Keller is grading papers when her student Janessa walks in to take a make up test and becomes a tease. Leigh has convinces her not to go and has sex with her and another student who walked in on them, Aaron.

Amy sees the same guy eveywhere she goes. When she forgets to bring in a model for her naked piece for art class she is amazed to find Leo is willing to help her out.
As things progress Amy and Leos relationship becomes quite heated.